What do you do when your Trustees fail to have elections for their positions

Started by LornaR • 11 replies • 1439 views

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LornaR (Ohio)
Posts: 28

Posted:

Our by-laws state the following:The by-laws state "Beginning with the first annual meeting following the Developer's relinquishment of control, each Trustee who is elected shall serve for one (1) year and until his or her successor is elected, qualified, or until he or she resigns. Our current Trustees state in is all in how you percieve it and have made up their own terms of 4 years, we have requested a special meeting for elections but the Trustee's are saying we can only call a meeting for the purpsoe of voting them out not for elections. Can someone interpret the above by-laws and tell me what we should do.

HaroldS1 (Arizona)
Posts: 314

Posted:

Lorna - probably somewhere in your documents there is a section giving your directors the power to "interpret" those documents. Looks like they are interpreting the phase "until their successors are elected" to suit their purpose. This power to interpret stands until someone legally challenges it. "So sue me."
Instead, why aren't you gathering a petition for a special meeting to vote them out as they suggested? Harold

LornaR (Ohio)
Posts: 28

Posted:

The problem is about 50 home owners out of 210 lots have not paid their dues and they do not trust to pay them, our whole governing body is a mother & daughter. Question in voting them out our by-laws say we must have 75% of the total voting power does that mean of the members able to vote or of the 210 homes, we have a couple of Hud homes that are vacant

LornaR (Ohio)
Posts: 28

Posted:

I already know that we will have to set up the meeting, where do we get voting ballots and what is the proper way to hold the meeting and if they do not attend the meeting who counts the votes and who is it given too, is that just done in an open form of all members, and then the meetings notes taken to them

RogerB (Colorado)
Posts: 5,067

Posted:

Lorna to give you an answer to your question on the 75% requirement you need to post the exact wording rather than paraphrasing. It appears your By-laws need to be improved. Board member term should be longer than 1 year (3 years suggested) and percentage requirements need to be reduced. To amend By-laws a simple majority (or 67%) of a quorum of 20% of the members eligible to vote is realistic.

MaryC1 (Michigan)
Posts: 4

Posted:

Depends on your State Laws. Hoa's do fall under Corporation Laws Mich has a separate section for non profit. Any thing not in sec 10 non profit falls under the regular Corp Laws.

A clear cut reson for the court to order an election is FAILURE to Elect officers. You should not even require an attorney the court clerks are really helpful there. If they are clearly disreguarding you the law it is a piece of cake.

Go to your State Laws and see what they say.

LornaR (Ohio)
Posts: 28

Posted:

Thank you Mary.
Rodger our by-laws state:Any Trustee may be removed at a special meeting of the members of the Association called for that purpsoe by the affirmative vote of those members entitled to exercise not less than seventy-five percent (75%) of the voting power of all members. With that being stated if we have 210 members and 50 have not paid their and can not vote, then is it 75% of 210 we need to vote them out or is it 75% of 160 members that we need to vote them out???

RogerB (Colorado)
Posts: 5,067

Posted:

Lorna, it depends. If your By-laws state that members who are delinquent are not eligible to vote than it takes 120; otherwise it takes 158. These are bad By-laws as either of those numbers would be very difficult to achieve, even with proxies. Looks like your best chance is to make sure there is an annual meeting an vote them out.

LornaR (Ohio)
Posts: 28

Posted:

Rodger that is the problem at our Annual meeting they only posted for us to vote for one position. The by-laws state the term of a Trustee is for one year, they the mother and daughter have chose to have a 4 year term, and every time we get a third Trustee they resign because they can not work with them. We are not sure how to make them have a proper election. The by-laws state this:The by-laws state "Beginning with the first annual meeting following the Developer's relinquishment of control, each Trustee who is elected shall serve for one (1) year and until his or her successor is elected, qualified, or until he or she resigns. They are saying this is open to how you percieve it. We just don't know what to do

LornaR (Ohio)
Posts: 28

Posted:

Rodger our by-laws do not say if you haven't paid your dues you are unable to vote but our deed restrictions do say if the member has not paid their dues they loose their voting rights

RogerB (Colorado)
Posts: 5,067

Posted:

Quote:

Posted By LornaR on 05/27/2007 9:01 AM
Rodger our by-laws do not say if you haven't paid your dues you are unable to vote but our deed restrictions do say if the member has not paid their dues they loose their voting rights

Even better. So it requires 3/4 of 160 eligible voters.

LornaR (Ohio)
Posts: 28

Posted:

Rodger thank you.

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